UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB

(Mark One)


X    QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

     For quarterly period ended December 31, 2001

____ TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from _____ to _______

Commission file number:


                              Iron Mask Mining Co.
                              --------------------
             (exact name of registrant as specified in its charter)



            Idaho
            -----
(State or other jurisdiction of              (IRS Employer Identification No.)
incorporation or organization)


656 Cedar Street, Ponderay, Idaho                                      83852
---------------------------------                                      -----
(Address of principal executive offices)                            (Zip Code)

Registrant's telephone number, including area code:            (208) 263-3834
                                                               --------------

Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required by Section 13 or 15 (d) of the  Securities  Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No ___

The number of shares of the Registrant's  Common Stock, as of December 31, 2001:
52,569,675 shares


<PAGE>

                              IRON MASK MINING CO.
                  FORM 10-QSB, QUARTER ENDED DECEMBER 31, 2001


<TABLE>
                                      INDEX
<CAPTION>

PART I    FINANCIAL INFORMATION
<S>                                                                                                           <C>
Consolidated Balance Sheet as of December 31, 2001                                                                5

Statement of Operations for the Quarter Ended December 31, 2001 and 2000                                          7

Statement of Stockholder's Equity                                                                                 8

Statement of Cash Flows for the Quarter Ended December 31, 2001                                                  10

Notes to Interim Consolidated Financial Statements                                                               11

All schedules are omitted because they are not applicable or the required
information is shown in the financial statements or notes thereto.

Item 2  Management's Discussion and Analysis                                                                     16

PART II   OTHER INFORMATION

Item 1 Legal Proceedings                                                                                         17
Item 2 Changes in Securities                                                                                     17
Item 3 Defaults Upon Senior Securities                                                                           17
Item 4 Submission of Matters to a Vote of Security Holders                                                       17
Item 5 Other Information                                                                                         17
Item 6 Exhibits and Reports on Form 8-K                                                                          17

         Signatures                                                                                              17

</TABLE>


<PAGE>



ITEM 1.    FINANCIAL STATEMENTS

                            Iron Mask Mining Company
                         Reviewed Financial Statements
            For the Three and Six Months Ended and Inception through
                           December 31, 2001 and 2000



<PAGE>

Board of Directors
Iron Mask Mining Company
PO Box 1713
Sandpoint, Idaho 83864


We have reviewed the  accompanying  Balance Sheet of Iron Mask Mining Company as
of December  31,  2001 and 2000 and the  related  Statement  of  Operations  and
Accumulated  Deficit and  Statement  of Cash Flows and  Statement  of Changes of
Stockholders'  Equity for the three and six months then ended and from Inception
through  December 31, 2001 and 2000, in accordance  with Statements on Standards
for Accounting and Review Services issued by the American Institute of Certified
Public Accountants.  All information  included in these financial  statements is
the representation of the management of Iron Mask Mining Company.

A review consists  principally of inquiries of company  personnel and analytical
procedures applied to the financial data. It is substantially less in scope than
an audit in accordance with generally accepted auditing standards, the objective
of which is the  expression of an opinion  regarding  the  financial  statements
taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements  in order  for them to be in
conformity with accounting principles generally accepted in the United States of
America.


Scott Beggs & Company, Inc


/s/ Scott Beggs & Company, Inc
------------------------------
Kellogg, Idaho 83837

February 9, 2001



<PAGE>

                            Iron Mask Mining Company
                         A Development Stage Corporation
                                  Balance Sheet
                           December 31, 2001 and 2000

<TABLE>
<CAPTION>
                                                                                2001             2000
                                                                                ----             ----
<S>                                                                             <C>              <C>
Assets
Current Assets
   Cash in Bank                                                                            96          244
   Deposits and Prepaid Expenses                                                      120,000
Total Current Assets                                                                  120,096          244

Property and Equipment
   Equipment                                                                            2,800
   Accumulated Depreciation                                                              -743            0
Net Property and Equipment                                                              2,057            0

Other Assets
   Mineral Rights - Lead King, Grant Hartford Lode                                    150,000
   Mineral Rights - Other                                                           3,723,456
Total Other Assets                                                                  3,873,456            0

Total Assets                                                                        3,995,609          244

Liabilities and Equity

Current Liabilities
   Accounts Payable                                                                    36,703       24,376
   Interest Payable                                                                                  1,586
   Accounts Payable - Related Parties                                                   2,243
   Garnet Payable                                                                     150,000
   Notes Payable - Due within One Year - Related Parties                                            15,375
Total Current Liabilities                                                             188,946       41,337

Long Term Liabilities
   Notes Payable - Due in more than One Year - Related Parties                                       2,405
Total Long Term Liabilities                                                                          2,405

Total Liabilities                                                                     #VALUE!       43,742

Equity
   Common Stock, par value $ .005, authorized 100,000,000 shares, issued and
      outstanding 52,569,675 and 22,187,316 respectively                              985,140      830,366
   Additional Paid in Capital                                                       4,277,604      215,936
   Deficit accumulated during Development Stage                                    -1,456,081   -1,089,800
Total Equity                                                                        3,806,663      -43,498

Total Liabilities and Equity                                                          #VALUE!          244

</TABLE>

See the accompanying  accountant's  report and notes which are integral parts of
these financial statements.

<PAGE>

                            Iron Mask Mining Company
                          Development Stage Corporation
                 Statement of Operations and Accumulated Deficit
           For the Three and Six Months Ended and Inception through -
                           December 31, 2001 and 2000

<TABLE>
<CAPTION>
                                                 Qtr Ended    Year to Date   Inception to   Qtr Ended   Year to Date   Inception to
                                                 12/31/01     12/31/01       12/31/0        12/31/00    12/31/00       12/31/00
                                                 --------     --------       -------        --------    --------       --------
<S>                                              <C>          <C>            <C>            <C>         <C>            <C>
Income
  Interest Income                                        1             2          83,931            4           21            83,926
  Gain (Loss) on Sale of Assets                                                  -29,551
  All Other Income                                                                39,645                                      10,094
Total Income                                             1             2          94,025            4           21            94,020

Expenses
  Professional Fees                                 26,880        39,959         175,387        4,031       11,481           116,878
  Payroll Taxes and Insurance                                                     50,788          100          966            50,788
  Interest and Bank Fees                             1,021         3,103          29,129          820        1,232            24,302
  Taxes and Licenses                                                               7,873                        30             7,873
  Depreciation Expense                                 172           343             743                                           0
  Assessments                                                      8,000          30,000                    20,000            20,000
  Right to Mine                                                                   31,000                                      31,000
  Other Operating Costs                            184,619       281,802         883,396        5,593       10,213           591,181
  Rounding                                                                            -6                                           2
Total Expenses                                     212,692       333,207       1,208,310       10,544       43,922           842,024

Net Loss                                          -212,691      -333,205      -1,114,285      -10,540      -43,901          -748,004

Non-Operating Revenues (Expenses)
 Acquisition of Yellow Pine Resources Cost                                      -341,796                                    -341,796

Accumulated Deficit - Start of Year             -1,243,390    -1,122,876               0   -1,079,260   -1,045,899                 0

Accumulated Deficit - End of Year               -1,456,081    -1,456,081      -1,456,081   -1,089,800   -1,089,800        -1,089,800

Earnings Per Share                                 -0.0089       -0.0139         -0.0464      -0.0004      -0.0018           -0.0312

</TABLE>


See  accompanying  accountant's  report and notes,  which are integral  parts of
these financial statements

<PAGE>

                            Iron Mask Mining Company
                         A Development Stage Corporation
                  Statement of Changes in Stockholders' Equity
            or the Three and Six Months Ended and Inception through -
                           December 31, 2001 and 2000

<TABLE>
<CAPTION>
                                                   QtrEnded    Year to Date   Inception to   QtrEnded     Year to Date  Inception to
                                                   12/31/01    12/31/01       12/31/01       12/31/00     12/31/00      12/31/00
                                                   --------    --------       --------       --------     --------      --------
<S>                                                <C>         <C>            <C>            <C>          <C>           <C>
Common Stock
Start of Period                                        946,677       837,091                      830,366       830,366
Issued Shares                                                                        837,091                                 830,366
Issued for Services 750,000 Shares                                     3,750           3,750
Issued for Services 300,000 Shares                                     1,500           1,500
Issuable for Mineral Rights - 20,867,280 Shares                      104,336         104,336
Issued for existing debt and accounts payable
7,692,600 Shares                                                      38,463          38,463

End of Period                                          985,140       985,140         985,140      830,366       830,366      830,366

Additional Paid In Capital
Start of Period                                      3,921,029       215,936                      215,936
Issued Shares                                                                        215,936                    215,936      215,936
Issued for Services 750,000 Shares                                    63,750          63,750
Issued for Services 300,000 Shares                                    22,223          22,223
Issuable for Mineral Rights - 20,867,280 Shares                    3,619,120       3,619,120
Issued for existing debt and accounts payable
7,692,600 Shares                                       356,575       356,575         356,575

End of Period                                        4,277,604     4,277,604       4,277,604      215,936       215,936      215,936

Accumulated Deficit
Start of Period                                     -1,243,390    -1,122,876                   -1,079,260    -1,045,899
Current Period Profit (Loss)                          -212,691      -333,205      -1,456,081      -10,540       -43,901    1,089,800

End of Period                                       -1,456,081    -1,456,081      -1,456,081   -1,089,800    -1,089,800   -1,089,800
Total Stockholders Equity                            3,806,663     3,806,663       3,806,663      -43,498       -43,498      -43,498

</TABLE>


See  accompanying  accountant's  report and notes,  which are integral  parts of
these financial statements

<PAGE>

                            Iron Mask Mining Company
                         A Development Stage Corporation
                             Statement of Cash Flows
            For the Three and Six Months Ended and Inception through
                           December 31, 2001 and 2000

<TABLE>
<CAPTION>
                                                   Period Ended  Year to Date  Inception to Period Ended  Year to Date  Inception to
                                                   12/31/01      12/31/01      12/31/01     12/31/00      12/31/00      12/31/00
                                                   --------      --------      --------     --------      --------      --------
<S>                                                <C>           <C>           <C>          <C>           <C>           <C>
Cash Flow from Operating Activities
Net Loss                                             -212,691        -333,205    -1,084,733      -10,540        -43,901     -718,452
Adjustments to Reconcile to Net Cash
Depreciation Expense                                      172             343        47,951                                   47,208
Loss on Sale of Land                                                                    452                                      452
Rounding Adjustment                                                                       1                                        0
Non-Cash Costs for Services, Prepaid assets
  and Repayment of Debt                               212,499         353,512       360,237
Changes in Operating Assets
(Increase) Decrease in Prepaid Insurance                                                  0                         750            0
Increase (Decrease) in Payable Accounts -
  Related Parties                                       2,000          -6,613         2,243                                        0
Increase (Decrease) in Payable Accounts                -3,900         -13,977        36,703        5,042         22,269       25,962
Net Cash (Used) Provided by Operating Activities       -1,920              60      -637,146       -5,498        -20,882     -644,830

Cash Flow from Investing Activities
Sale of Land                                                                         73,397                                   73,397
Purchase of Property                                                                 #VALUE!                                -150,609
Net Cash (Used) Provided by Investing Activities            0               0        #VALUE!           0              0      -77,212

Cash Flow from Financing Activities
Common Stock Proceeds                                                               704,506                                  704,506
Loan Proceeds                                                                        46,103        5,032         17,780       51,135
Loan Repayments                                                                      #VALUE!                                 -33,355
Net Cash (Used) Provided by Financing Activities            0               0        #VALUE!       5,032         17,780      722,286
Net Increase (Decrease) in Cash                        -1,920              60        #VALUE!        -466         -3,102          244
Cash - Start of Period                                  2,016              36             0          710          3,346            0
Cash - End of Period                                       96              96        #VALUE!         244            244          244
Cash Paid For
Interest                                                    0               0                        412            412
Income Taxes                                                0               0                          0              0
Non Cash Information
Garnet Payable Issued for Mineral Rights                              150,000       150,000
Common Stock Issued for Mineral Rights                              3,723,456     3,723,456
Common Stock Issued for Services, Prepaid Assets
  and Debt Repayment                                  212,499         303,722       310,447
Common Stock Issued for Acquisitions                                                341,796                                  341,796

</TABLE>

See  accompanying  accountant's  report and notes,  which are integral  parts of
these financial statements



<PAGE>


                            Iron Mask Mining Company
                           A Development Stage Company
                        Notes to the Financial Statements
                                December 31, 2001


NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Development Stage Company - General  Accounting In June 1975, the Financial
     Accounting  Standards Board (FASB) issued Statement of Financial  Standards
     No 7 effective for fiscal  periods  beginning  after  January 1, 1976,  for
     companies in the  development  stage.  That  statement  requires  that such
     companies follow the same accounting  practices as operating companies and,
     thus,  defer only those costs which an  operating  company  would  normally
     defer and that  dollar  amounts be  assigned  to shares  issued for noncash
     considerations.

     Development  Activities The primary  business purpose of the Company is the
     purchase and development of mining  properties.  The realization of profits
     and recovery of  development  costs are  dependent  upon  increased  market
     values and the recoverability of the minerals of the Company's properties.

     Cash and Cash  Equivalents  For the purpose of the statement of cash flows,
     the Company considers all highly liquid debt instruments with a maturity of
     three months or less to be cash equivalents.

     Property and  Equipment  Depreciation  is provided  for on the  accelerated
     method of accounting over 5 to 7 years.

     Notes Payable The Company had various notes payable to individuals.  During
     the quarter ended December 31, 2001, the Company  exchanged stock for these
     notes  payable.  The Company also incurred  additional  expenses and paid a
     portion of these and related  party  accounts  payable with the issuance of
     stock.

     Income  Taxes The  Company  files its  corporate  income  tax  returns as a
     development  stage company.  Accordingly,  all income and expense items are
     being capitalized as development costs.

     Estimates  The  preparation  of financial  statements  in  conformity  with
     generally  accepted  accounting  principles  requires  management  to  make
     estimates and  assumptions  that affect the reported  amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the date
     of the  financial  statements  and the  reported  amounts of  revenues  and
     expenses  during the  reporting  period.  Actual  results could differ from
     those estimates.

NOTE 2: CUMULATIVE DATA

     Cumulative   data  has  been  recorded  on  the  Statement  of  Income  and
     Accumulated Deficit and the Statement of Cash Flows. The cumulative data is
     from May 1, 1957,  the date of  organization,  to December 31,  2001.  Also
     included  in Deficit  accumulated  is the amount  incurred  by Yellow  Pine
     Resources Inc. See Notes 7 and 8 for more information.

<PAGE>


                            Iron Mask Mining Company
                           A Development Stage Company
                        Notes to the Financial Statements
                                December 31, 2001

NOTE 3: AMERICAN DIATOMITE LLC AGREEMENT AND RELATED PARTY ACTIVITY

     In May of 1999,  Iron Mask Mining  Company  entered into an agreement  with
     American Diatomite LLC. Under the terms of this agreement, Iron Mask Mining
     Company  issued to American  Diatomite LLC  6,200,000  shares of restricted
     common  stock,  par value $ 0.005.  Iron Mask  Mining  Company  received in
     exchange for this stock, the right to mine and develop  property  currently
     owned by American  Diatomite  LLC.  There is a  provision  for an option to
     purchase in 5 years.

     Two of the principals in American  Diatomite LLC also serve on the board of
     directors of Iron Mask Mining  Company.  Thus,  the agreement with American
     Diatomite LLC is considered a related party  transaction.  This transaction
     has been  recorded  as a credit to common  stock of $ 31,000 and a Right to
     Mine operating  expense.  The value of this transaction was recorded at par
     value for the stock.

NOTE 4: RELATED PARTY INFORMATION

     The Company  conducted  business  with  various  shareholders  who incurred
     expenses  on  behalf  of  the  company  and  borrowed  funds  from  certain
     shareholders.  See Note 1 for more  information.  In addition to the loans,
     the  company  has  significant  accounts  payable  to  some of  these  same
     shareholders.

     Oremont  Mining,  a related party assisted in the purchase of other mineral
     rights and received  4,500,000 shares of the Company common stock,  Oremont
     originally had the option to purchase these mineral rights and  transferred
     these options to the Company. See NOTE 10.

NOTE 5: GOING CONCERN

     The accompanying financial statements have been prepared on a going concern
     basis which contemplates  continuity of operations,  realization of assets,
     and  liquidation of  liabilities in the ordinary  course of business and do
     not  reflect  adjustments  that  might  result if the  company is unable to
     continue in existence.

NOTE 6: CONSULTING AGREEMENT WITH CORPORATE ALLIANCE NETWORK

     Effective December 27, 2001, the Company entered into a consulting services
     agreement with Corporate Alliance Network. Corporate Alliance Network is to
     provide  various  services,  and the  Company  is to  compensate  Corporate
     Alliance  Network with common stock.  The total  consideration is 2,500,000
     shares of common stock,  the initial payment is to be 2,000,000  shares for
     the first 4 months of services.

Note 7: ACQUISITION AGREEMENT YELLOW PINE RESOURCES INC

     The Company  entered an agreement with Yellow Pine Resources Inc to acquire
     all of the  outstanding  shares of Yellow Pine Resources Inc in a stock for
     stock exchange. After


<PAGE>


                            Iron Mask Mining Company
                           A Development Stage Company
                        Notes to the Financial Statements
                                December 31, 2001

     concluding  the  transaction,  Iron Mask  Mining  Company  owns 100% of the
     outstanding  stock of Yellow Pine  Resources  Inc. Iron Mask Mining Company
     issued  6,000,000  shares to the  shareholders  of  record  of Yellow  Pine
     Resources  Inc.  Iron Mask  received $ 341,796 of  capitalized  development
     costs and the  applicable  mining  leases and other  assets of Yellow  Pine
     Resources.  $ 300,000  has been  included  as Common  stock and $ 41,796 as
     additional paid in capital.

NOTE 8: CONSOLIDATION INFORMATION

     Included in the deficit  accumulated during development stage activities is
     $ 341,796  incurred by Iron Mask Mining  Company's  wholly owned subsidiary
     Yellow Pine Resources Inc. See Note 7 for more  information  concerning the
     acquisition of Yellow Pine Resources Inc.

NOTE 9: MINERAL RIGHTS/GARNET PAYABLE

     The Company has entered into an agreement for the purchase of the Lead King
     Lode Mining claim and the Henry Grant and James  Hartford Lode Mining claim
     for the  price of $  150,000  to be paid  within 30 days of the date of the
     agreement  (August 23,  2001).  This due date has been extended to December
     31, 2001.

NOTE 10: CONTINGENT LIABILITY/OTHER MINERAL RIGHTS

     The Company has entered into an agreement for the purchase of other various
     mineral  rights for the price of $ 3,273,456  to be paid by the issuance of
     16,367,280 shares of common stock of the Company,  with a deemed value of $
     0.20 per share,  subject to adjustment.  Per the agreement "If,  within one
     (1) year after the execution of this  Agreement the publicly  traded shares
     of Iron Mask are not  trading at $ 0.20 or more per  share,  the high price
     for the public sale of such shares on the anniversary date of the Agreement
     shall  become the  deemed  value per share,  and  additional  shares of the
     common  stock of Iron Mask will be issued to the end that the total  number
     of shares on the date of this Agreement, shall equal $ 3,273,456."

NOTE 11: SUBSEQUENT EVENT

     On January 18, 2002,  the Company  entered  into an agreement  with Western
     Technology and Management Inc. (Western). The letter of intent outlines the
     agreement.  A summary of the  transaction is that the Company shall acquire
     100% ownership of Western;  the Company will issue restricted  shares of it
     common  stock for this  acquisition,  the  number of shares to be issued is
     25,000,000;  there will be a new board of directors elected;  and the board
     shall be expanded to 5 members.


<PAGE>


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

The  Company  is  a  mining  company  engaged  in  exploration  and  development
activities.  The Company is pursuing opportunities within the mining industry as
well as  other  industries.  The  Company  filed  Form  10-SB  General  Form for
Registration  of Securities  with the Security and Exchange  Commission on March
22, 2000. The Company's  registration  became  effective on April 26, 2000. Iron
Mask Mining Company's stock is listed on the electronic  bulletin board.  Public
trading  began June 2001.  The Company  intends to begin  mining  operations  in
Spring 2002. The Company's  fiscal year end is June 30th. The Company's  trading
symbol is IMKG.

OVERVIEW
--------

The Company was formed on May 16,  1957 and  engaged in mining  activities  from
1957 to 1991.  From 1991 to February 1999 the Company was inactive.  On March 5,
1999, the Company acquired 100% of the stock of Yellow Pine Resources,  Inc., in
exchange for 6,000,000  shares of the Company's common stock. On May 10th, 2000,
the Company  entered into an  agreement  with  American  Diatomite,  L.L.C.,  to
develop,  mine and retain  profits from 42 unpatented  mining claims in exchange
for 6,200,000 shares of Iron Mask Mining Company common stock. The Company has a
five-year  option to purchase the 42 mining claims for $ 3,000,000 from American
Diatomite,  L.L.C. The $ 3,000,000 purchase option price is exclusive of capital
gains taxes incurred by American Diatomite,  L.L.C. In addition,  Iron Mask will
pay a $10/ton  royalty  payment for  diatomaceous  earth sold and  shipped  from
American  Diatomite,  L.L.C.  Iron Mask acquired mineral rights in Montana for $
3,877,700 by issuing 20,867,280 shares of its common stock.

In  December,  2001,  Iron  Mask  issued  stock  for  services  rendered  to the
corporation,  repayment of loans, and for prepaid consulting services related to
marketing and advertising of the company's business.

On January  18, 2002 the  company  signed a letter of intent to acquire  100% of
Intrepid Engineering Services, Inc. and Western Technology and Management, Inc.,
both  privately  held Idaho  corporations,  in exchange for 25 million shares of
restricted  Iron  Mask  stock.   Intrepid  Engineering   Services,   Inc.  is  a
project/task-oriented firm with a highly experienced,  professionally registered
staff providing expertise across a broad range of engineering disciplines and in
all  phases of project  planning,  management  and  execution.  Intrepid  has 21
full-time  employees  and access to  internationally  recognized  experts in the
fields of  Physics,  Radiology,  Biology,  Chemistry  and  Engineering.  Western
Technology and Management,  Inc. is compromised of several specialized companies
whose common goal is developing Idaho  resources.  Under the terms of the letter
of intent,  Dr.  Dennis  Keiser will be named  President  of Iron Mask as of the
future date of closing.  Dr. Keiser has over 30 years of scientific,  management
and engineering  experience at the senior executive level.  Western's management
team will lead Iron Mask into the future and will begin the  development  of the
diatomite  property.  Upon  finalization,  Iron  Mask will  become an  operating
company and will no longer be a developmental stage company.

Revenues
--------

The  Company's  revenues  were $ 1 for the  quarter  ended  December  31,  2001,
compared to total  revenues of $ 4 from  interest  income for the same period in
the prior year.

Expenses
--------


<PAGE>


Total  expenses for the second  quarter ended December 31, 2001 and December 31,
2000 were $ 212,692 and $ 10,544  respectively.  Professional fees were $ 26,880
and $ 4,031  respectively  and were  related  to the  costs of  registering  the
Company's  stock, SEC filings,  and legal fees.  Interest expense on loans was $
1,001  and $ 799  respectively.  Consulting  expenses  were $  141,000  and zero
respectively.   Lease  payments  for  mining  rights  were  $  12,750  and  zero
respectively. Royalty payments to American Diatomite, LLC were $ 25,250 and zero
respectively.  Travel expenses were $ 718 and $ 851, lodging expenses were $ 200
and $ 109, meals expenses were $ 325 and $ 137 respectively.  Geology consulting
was $ 215 and zero and  telephone  expense  was $ 2,290 and $ 239  respectively.
Other costs were $ 2,063 and $ 4,380  respectively  and  included  miscellaneous
fees and supplies. Many of the travel, telephone,  consulting, lodging and meals
expenses  were  incurred by the  corporation  in its efforts to obtain  adequate
financing to fund future operations and were paid by issuance of company stock.

FINANCIAL CONDITION
-------------------

Liquidity
---------

Cash  decreased  $ 1,920  during the  quarter.  Prepaid  consulting  increased $
120,000.  Accounts payable decreased $ 19,634 due to assessment and professional
fees incurred.  Interest payable decreased $ 3,611. The interest payable amounts
were paid by issuance of company stock.  Long- term debt decreased $ 2,405.  All
long-term  debt was owed to  related  parties  and paid by  issuance  of company
stock.

Capital Requirements
--------------------

The Company's stock  registration,  listing,  and subsequent offering will allow
the  Company  to raise  the  capital  needed to pursue  its  long-term  goals of
developing  its gold and  diatomite  mining  operation  and other  opportunities
identified by  management.  The Company is currently  negotiating  for long-term
financing.


                          PART II -- OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

None

ITEM 2.    CHANGES IN SECURITIES

None

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5.    OTHER INFORMATION


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None

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K


                                 SIGNATURE PAGE

     Pursuant  to the  requirements  of  section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                                            IRON MASK MINING CO.

                                                            /s/ William W. Wells
                                                   -----------------------------
                                                     William W. Wells, President

Dated: February 19, 2002





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